Polarcus: Lenders withdraw support of ongoing vessel operations

2 Feb 2021

Polarcus Limited ("Polarcus" or the "Company") (OSE: PLCS) refers to the announcements issued on 26 January 2021 concerning the enforcement of share pledges over the Former Subsidiaries. Capitalized terms in this announcement have the same meaning as given in those announcements.

Since the earlier announcements, the Company has been in continuous dialogue with the Lenders and the new managers of the Former Subsidiaries ("New Managers"). The Company's objective of those discussions has been to ensure the safety of current vessel operations and the stability for the Company and its subsidiaries for the benefit of all Polarcus' stakeholders. The Company has sought to negotiate a standstill agreement relating to the Lenders' security rights against the Company and its subsidiaries ("Group") which have not been enforced as well as to execute a collaboration agreement with the New Managers. Such an agreement would have permitted the continuation of current and awarded seismic projects for which the operating A-Class and N-Class vessels ("Vessels") have been long committed to various E&P companies globally.

The Company has received notice from the Lenders that they no longer support the continuance of the Company's business relating to the Vessels and the New Managers have instructed Polarcus to sail the Vessels to safe locations in order to initiate a sales process.

Polarcus will continue to co-operate with the Lenders and the New Managers on their instructions to bring current operations safely to an end. The Company is also communicating with its clients in relation to upcoming awards for which the Vessels are now no longer available and to seek alternative solutions for them.

In light of these circumstances and given their impact on the Group's financial position, notice of termination of employment will shortly be issued to all Group employees.

The Lenders have made clear that they remain open to discuss a standstill period in relation to their remaining claims and collateral with the view of finding a solution which would allow the continued operation of Vyacheslav Tikhonov, owed by Polarcus Selma Limited, a subsidiary of the Company. The Lenders do not hold any security in either this vessel or this subsidiary. Polarcus will continue to pursue such a standstill agreement in order to bring stability to the remainder of its business.

Polarcus: Notices of enforcement

26 Jan 2021

Polarcus Limited ("Polarcus" or the "Company") (OSE: PLCS) refers to the announcement issued earlier on 26 January 2021 (Polarcus Addressing Long Term Financing Structure Following Financial Default). During trading hours today, Polarcus Asima AS, Polarcus Alima AS, Polarcus Amani AS, Polarcus Adira AS, Polarcus Nadia AS, Polarcus Naila AS and Polarcus Shipholding AS (collectively, the "Former Subsidiaries") each received default and enforcement notices sent on behalf of the bank lenders ("Lenders") under bank facility agreements of which the Former Subsidiaries are obligors (the "Facility Agreements"). The Former Subsidiaries are the owners of the seismic vessels which bear the company name. The Lenders have enforced share pledges over the Former Subsidiaries, transferring all issued shares in each Former Subsidiary to a company controlled by the Lenders and which sits outside of the Polarcus Group. The Lenders have also replaced the directors of each Former Subsidiary with a nominee of their own.

In parallel with their actions described above, the Lenders have made it clear to the Company that their intention is not to jeopardise or destabilize the Polarcus organization. The Lenders have intentionally not made any demand for payment from guarantors of the Facility Agreements (including the Company) nor have the Lenders sought to enforce any other collateral which they hold (though the Lenders reserve their rights to do so). The Lenders have confirmed that they are open to entering into a standstill period which will allow continued operations and awarded projects to be undertaken without disruption and discussions are underway in this regard.

The Company remains committed to solving its long-term financing requirements in a manner which satisfies the Lenders and other stakeholders' requirements.

Polarcus Addressing Long Term Financing Structure Following Financial Default

26 Jan 2021

Polarcus Limited ("Polarcus" or the "Company") (OSE: PLCS) has confirmed to the relevant Finance Parties a payment default under its Working Capital Facility Agreement. The Company intends to pursue all available options with a view to ensuring the financial sustainability of the Company and in the meantime will halt all payments of interest and amortization to finance providers.

In light of the sustained economic challenges globally, the Company has been in detailed discussions with its bank lenders, (the "Lenders") to explore financial solutions. During this period, the Lenders consented to the extension of certain financial obligations under the Company's bank facilities until 25 January 2021 including the obligation to clean down the USD 25 million which had been drawn down from the Group's Working Capital Facility Agreement ("WCF"). The Lenders have now informed the Company that no further extension will be granted at this time. With the expiration of the previous clean down extension, an event of default has been triggered under the WCF and, in turn, a cross-default of the Group's other bank facilities and of the Convertible Bond Loan. Agents under the respective facilities have been informed. The Company has not received any notice of debt acceleration.

The Company will continue to engage intensively with all effected finance providers. Nevertheless, there can be no assurance or guarantee that any consensual agreement will be reached or consummated and no formal standstill agreement is in place between the Company and any finance provider.

Commencing shortly after the inception of the COVID-19 pandemic, the Company has taken a number of measures to improve its financial situation. The global organization has been restructured to incorporate a streamlined hemisphere model and the Company's cost base has been significantly reduced (see press releases dated: 31 March and 22 June, 2020). These efforts together with a consistently high level of project performance has enabled the Company to maintain market share in an extremely challenging market and to achieve a financial position where operations are cash positive before debt service. As of 26 January 2021, the Company's backlog amounted to approximately USD 130 million.

The Board of Directors will continue to take steps to manage the Company in the interests of all stakeholders and to operate normally in all other respects. In particular, trade creditors will continue to be paid in full and within current agreed payment periods and clients will continue to receive the high project performance standards for which Polarcus has become recognised over the past decade.

Polarcus has retained ABG Sundal Collier as financial advisor and Wiersholm and Walkers as legal advisors to assist the Company in its process to address the contemplated restructuring of the Company's balance sheet.

About Polarcus
Polarcus (OSE: PLCS) is a focused geophysical service provider of safe and environmentally responsible marine acquisition services globally. Our geophysical offering is driven by innovation and collaboration to provide clients with better seismic data faster. Polarcus operates a fleet of high performance seismic vessels with 3D and 4D imaging capabilities, which incorporate leading-edge technologies for improved environmental performance and operational efficiency.

Polarcus offers contract seismic surveys and multi-client projects with advanced priority processing solutions including Cirrus, a suite of cloud-based applications and services designed to bring clients closer to acquired seismic data, enabling faster and better informed exploration decisions.

The Company services its clients globally from its head office in Dubai and regional offices located in Houston, London, Singapore and delivers Group asset management services from Oslo. For more information, visit www.polarcus.com

This information is subject to the disclosure requirements pursuant to section 5 -12 of the Norwegian Securities Trading Act.

Polarcus press release

Image by Polarcus